An extraordinary general meeting of OJSC Rosneft shareholders was held in Moscow on September 13, 2011. Shareholders controlling 97.39% of shares took part in the meeting.
There were two items on the meeting agenda:
Early termination of the powers of the company's board of directors.
Election of members of the company's board of directors.
The decision to hold the meeting was taken in pursuance of the order from the president of the Russian Federation that those in public office be replaced on the boards of directors of state companies by October 1 of this year by independent directors and government representatives with the aim of improving the investment climate. Candidates were put forward for election to the new board of directors of Rosneft within the timeframes set out in legislation governing joint stock companies in accordance with the Russian Federation government resolution of June 30, 2011.
Shareholders voted for the early termination of the powers of OJSC Rosneft's current board of directors and for the election of a new board of directors comprising 9 members as follows:
Vladimir Bogdanov, CEO, Surgutneftegaz
Matthias Warnig, Managing Director, Nord Stream AG
Andrey Kostin, President and Chairman of the Management Board, VTB Bank
Alexander Nekipelov, Vice President, Russian Academy of Sciences
Hans-Joerg Rudloff, Chairman of the Management Board, Barclays Bank
Nikolay Tokarev, President and Chairman of the Management Board, Transneft
Eduard Khudainatov, President and Chairman of the Management Board, Rosneft
Sergey Shishin, Senior Vice President, VTB Bank
Dmitry Shugaev, Deputy CEO, Russian Technologies.
Yury Petrov, Head of the Federal Agency for State Property Management, has been replaced on the board of directors by independent director Matthias Warnig.
The shareholders' meeting was followed by a meeting of the company's newly elected board of directors. Alexander Nekipelov was elected chairman of the board of directors. His deputies on the Rosneft board of directors are Andrey Kostin, Hans-Joerge Rudloff and Sergey Shishin.
The board of directors also confirmed the membership of its three committees, each of which is headed by an independent director: the audit committee is headed by Hans-Joerg Rudloff, while Andrey Kostin will take the helm of the personnel and compensation committee and Sergey Shishin will head the strategic planning committee.